The Department of Defense announced today the
death of a Marine who was supporting Operation Iraqi Freedom.

Major Douglas A. Zembiec, 34, of Albuquerque,
New Mexico, died May 11, 2007, while conducting combat operations in Baghdad,
Iraq. He was assigned to Headquarters Battalion, Marine Corps National
Capital Region, Henderson Hall, Arlington, Virginia.

For more information in regard to this release
the media can contact the headquarters Marine Corps public affairs office
at (703) 614-4309.
May 13, 2007Major Douglas A. Zembiec, USMC

IRAQ — On Thursday, May 10, 2007, Major Douglas
A. Zembiec, USMC died in Iraq.

The beloved husband of Pamela and father of
Fallyn Justice Zembiec; he is also survived by his parents, Don and Jo
Ann Zembiec; and his brother, John Zembiec.

The family will receive friends on Tuesday,
May 15, 2007, from 3 to 5 p.m. and 7 to 9 p.m. at John M. Taylor Funeral
Home, 147 Duke of Gloucester Street, Annapolis, Maryand.

The funeral service will be held on Wednesday,
May 16, 2007, at 8:30 a.m. at the U.S. Naval Academy Memorial Chapel with
interment to follow at Arlington National Cemetery.

In lieu of flowers, the family has requested
that memorial contributions be made to the Major Douglas A. Zembiec Scholarship,
MC-LEF, c/o William Venezia, MC-LEF Office, 10 Rockefeller Plaza, Suite
1007, New York, N.Y., 10020.

14 May 2007:

Surrounded by tough guys, the 34-year-old from
Winchester on the Severn stood out for his battlefield bravery. He charged
the enemy as shrapnel pierced him and bullets whizzed by. Afterward, he'd
make no apologies for defending his country.

"He was the consummate warrior, but he was
not heartless," said former Marine Captain Tom Ripley of Annapolis, who
served with Maj. Zembiec for about a year.

A 1995 Naval Academy graduate, Major Zembiec
died Thursday during combat operations in Iraq. He leaves behind a wife
and a 1-year-old daughter.

"It's been a real loss for the family and a
real loss for the Marine Corps," Captain Ripley said.

Retired Marine Corps Cololonel John W. Ripley
of Annapolis, who had known Maj. Zembiec for 13 years, called him "absolutely
magnetic."

"He was a great inspiration, an absolute role
model for every one of the Marines he served with," said Col. Ripley, the
father of Captain Ripley and a Vietnam War hero who blew up a strategic
bridge in 1972.

"He would walk into a unit and literally stun
every Marine. They would look at him and say, 'My goodness, we got this
guy?'"

His former academy classmates remembers Major
Zembiec as hero and a friend.

"From an individual perspective that is surely
far from uniquely privileged among those of us who studied and served with
Doug, it will eternally be among the richest things in life to continue
to refer to him as a hero who, as the fate of such fortune would have it,
was also the dearest friend," academy

Class of 1995 President John Fleet said in
a statement.

Major Zembiec also was featured in a 2004 article
in Los Angeles Times Magazine.

The article followed then-Captain Zembiec into
combat against insurgents in Fallujah. One-third of his 150-man company
became casualties. Major Zembiec was blunt when he talked about his job.

"From day one, I've told (my troops) that killing
is not wrong if it's for a purpose, if it's to keep your nation free,"
he told the Times. "One of the most noble things you can do is kill the
enemy."

Major Zembiec earned the Bronze Star with a
V-device for Valor for his actions in Fallujah.

The Times reported he led his troops so close
to insurgents, both sides hurled grenades at each other from 20 feet apart.
He was wounded by shrapnel in a battle in which two of his Marines were
killed and 18 wounded.

The major also served in Afghanistan and Kosovo
in addition to working at the Pentagon.

Major Zembiec was born April 14, 1973 in Hawaii.
His father was an FBI agent. He was an All-American wrestler at the academy,
where the Times reported he became known for his determination in the wrestling
ring and fondness for pranks.

Major Zembiec was about 6 feet 2 inches tall
and almost perfectly built, Colonel Ripley said.

"He was ... a physical masterpiece - honest
to goodness this guy was Michelangelo's David," Colonel Ripley said. "He
was a perfectionist, and his real perfection lay in the endurance aspect
of fitness, being able to just keep going, keep going."

Major Zembiec also had a "mischievous" sense
of humor, Colonel Ripley said.

There's a legendary story about his proposal
to his wife, Pamela, at the academy. For some reason - sheer joy, perhaps?
- after he popped the question, he threw her in the river.

"I'm not sure how that happened," Colonel Ripley
said with a laugh. "He threw her in and then he jumps in right behind her
and he has the engagement ring in his pocket. And she got all worried:
'Where's the ring?'"

Major Zembiec told the Times he chose the Marines
over the Navy because "I wanted to be a defender, defending my country."
During his career, he commanded a rifle platoon, force reconnaissance platoon
and a rifle company.

Besides the Bronze Star, Major Zembiec was
awarded a Purple Heart, a Navy Commendation with Gold Star, a Navy Achievement
medal and other honors.

Captain Ripley said there's been an "outpouring"
of sympathy from fellow Marines, including the assistant corps commandant,
who called Mrs. Zembiec.

The honor guard at Major Zembiec's funeral
will consist of the men he led, Captain Ripley said.

"The men he cared for most are caring for him
now."

"You can't get around the loss, the loss of
a great man, and I have to say the loss of potential," Colonel Ripley said.
"This was a Marine that would have risen and been remembered forever. But
he will be remembered forever."

The major is the second local serviceman to
die in Iraq this year. Seven local servicemen died in Iraq or Afghanistan
last year. Nearly 3,400 U.S. soldiers have been killed in Iraq since 2003.

Major Zembiec is survived by his wife, his
daughter, Fallyn Justice Zembiec, his parents, Don and Jo Ann of Albuquerque,
New Mexico, and a brother, John Zembiec, also of Albuquerque.

Visiting hours are from 3 to 5 p.m and 7 to
9 p.m. tomorrow at John M. Taylor Funeral Home, 147 Duke of Gloucester
St. in Annapolis, Maryland.

The funeral is scheduled for 8:30 a.m. Wednesday
at the Naval Academy chapel with burial in Arlington National Cemetery.

In lieu of flowers, the family has asked that
memorial contributions be sent to the Major Douglas A. Zembiec Scholarship,
MC-LEF c/o William Venezia, MC-LEF Office, 10 Rockefeller Plaza, Suite
1007, New York, NY 10020.

Famed 'Lion of Fallujah' diesMajor Douglas A. Zembiec, a decorated Annapolis-area
Marine known throughout the corps for his valor, killed
in battle FridayBy Andrea F. SiegelCourtesy of the Baltimore SunMay 14, 2007

An Annapolis-area Marine known as the "Lion
of Fallujah" was killed Friday in Iraq while commanding a raid on insurgent
forces in Baghdad, military officials said Monday.

Major Douglas A. Zembiec, a 1995 Naval Academy
graduate who was awarded a Bronze Star with a V for valor and a Purple
Heart for his actions in Fallujah in 2004, will be buried Wednesday with
full military honors at Arlington National Cemetery.

An unabashed warrior who considered it an honor
to lead his Marines into combat, Zembiec, 34, had a reputation for inspiring
his men with a selfless, lead-from-the-front philosophy.

"He was the Marine that every Marine wanted
to be next to, fighting the enemy," said Sergeant Major William Skiles,
who had been Zembiec's First Sergeant in Fallujah, where Zembiec's actions
solidified his standing.

Skiles recalled that he was wounded in the
leg during close and fierce combat in 2004 that earned him the two medals.
The Los Angeles Times reported that despite his injuries, he was tossing
grenades only 20 feet from the enemy.

"The bullet was still next to his knee -- it
was like a badge of honor that he fought next to all the youngsters," Skiles
said.

Born in Hawaii, he was the son of an FBI agent.
The family later settled in New Mexico.

More than 6 feet tall, he was a big man whose
physical condition was described by friends as impressive. His bear hugs
were legendary.

At the academy, Zembiec was twice an All-American
wrestler.

A Naval Academy spokeswoman said she could
not provide information of Zembiec's years at the college, where Wednesday's
funeral is scheduled.

He joined the Marines after his graduation
from the academy, friends said, because he wanted to be among the toughest
in the military. A friend, Marine Capt. Tom Ripley of Annapolis, recounted
that when he tested Zembiec for the force reconnaissance program in 1996,
Ripley's resolve waned after 12 hours but Zembiec was still going strong.
Everyone he'd tested faded within eight hours.

Not long after, Ripley turned over his platoon
of the 2nd Force Reconnaissance Company in the 2nd Marine Division to Zembiec.

He served in Kosovo and Afghanistan, before
heading to Iraq, where he told the Times for a profile, "One of the most
noble things you can do is kill the enemy."

In the fall of 2004, after Fallujah, he turned
over his command. He was promoted to major and was stateside until his
return to Iraq, assigned to the Headquarters Battalion, National Capital
Region, in Arlington, Virginia.

Details of the battle in which Zembiec died
were unavailable, with Ripley saying battle information was classified.

Admiration for him within the Marine Corps
was broad, coming from those who knew him and those who knew of him.

Zembiec's nickname grew from media interviews
he granted in Fallujah in 2004, where he was commander of Company E, 2nd
Battalion, 1st Marine Regiment. Then a Captain, he often said, "My men
are fighting like lions," Ripley said. Zembiec's exhilaration in battle
prompted others to use the moniker on him.

"He was the Lion of Fallujah. He was unstoppable,"
Ripley said.

During one firefight, his efforts to direct
a tank to fire on a building housing insurgents seemed to go nowhere.

"Doug ran outside amid rocket-propelled grenades
and machine-gun fire and he jumped up on the tank," recalled Captain Edward
Solis, his first platoon commander.

Zembiec pointed with his rifle at where the
tank should aim before running back to his position unscathed. The tank
hit its target.

"The jaws of every Marine there had dropped.
It was like, did he just do that? I am a God-fearing man, but he just sort
of walked on water that day," Solis said.

And though people spoke of the fire in his
eyes, Zembiec also was known for his wide smile and the unabashed tears
he shed for his dead and wounded men, showing those who served under him
that "you fight the good fight and you remember your fallen comrades,"
Solis said.

As fierce as he was in battle, that is how
gentle he was with his family, friends said.

Zembiec leaves behind a wife of two years,
Pamela, and a 1-year-old daughter, Fallyn Justice; parents Donald and Jo
Ann Zembiec of Albuquerque, New Mexico, and a brother, John, also of Albuquerque.

"He deserves to be buried with full military
honors. What he deserved is to grow old as an American," Ripley said.

16 May 2007:

Seasoned Marine infantrymen wiped away tears
this morning as they said goodbye to one of their own.

More than 2,000 people filed into the Naval
Academy Chapel for the funeral Mass of Marine Major Douglas A. Zembiec,
a 1995 academy graduate who died in combat last week in Iraq.

Major Zembiec, 34, of Winchester on the Severn,
was known for his battlefield bravery.

He was known to charge the enemy as shrapnel
sliced into him, and he made no apologies for fighting for his country.

He leaves behind a wife and a 1-year-old daughter.

His closest friend and former classmate, Eric
L. Kapitulik, delivered the eulogy, reading from the diaries Maj. Zembiec
kept for much of his adult life.

Major Zembiec had planned to write a book on
leadership when he retired from the Marine Corps.

The diary included entries such as "I had rather
live one day as a lion than 100 years as a dog," and "Be a man of principle.
Believe in something bigger than yourself."

Mr. Kapitulik told the crowd, "Last week, Doug
sacrificed his life for his country ... but he did not sacrifice his spirit."

He said his friend was devoted to his family,
and always put them No. 1. "Wrestling was securely No. 2," he said of Maj.
Zembiec, an All-American wrestler at the academy.

Maj. Zembiec was a man's man, and Mr. Kapitulik
joked that the only place he didn't have hair was on his head.

He said he felt bad for those who never got
to know Major Zembiec. "You missed the opportunity to know a legend," he
said.

The chaplain, Navy Captain Pete McGeory, looked
at the huge audience and said, "You are a band of brothers who truly care
for your own."

Major Zembiec, he said, was "a hero in every
sense of the word" and represented "the very definition of Semper Fi."
The Marine Corps motto means "always faithful" in Latin.

But he urged mourners to remember Major Zembiec's
legacy.

"You can close your eyes and pray he will come
back, or you can open your eyes and see all that he has left," he said.

Retired Marine Corps Colonel John W. Ripley
of Annapolis read from the 23rd Psalm. In an interview before the funeral,
he called Maj. Zembiec "absolutely magnetic."23rd Psalm. In an interview
before the funeral, he called Maj. Zembiec "absolutely magnetic."

Major Zembiec's family asked that reporters
not talk to anyone attending the funeral.

"He was a great inspiration, an absolute role
model for every one of the Marines he served with," said Col. Ripley. "He
would walk into a unit and literally stun every Marine. They would look
at him and say, 'My goodness, we got this guy?'"

Maj. Zembiec earned the Bronze Star with a
V-device for Valor for his actions in Fallujah.

His former academy classmates remember him
as a hero and a friend.

"It will eternally be among the richest things
in life to continue to refer to him as a hero who, as the fate of such
fortune would have it, was also the dearest friend," academy Class of 1995
President John Fleet said in a statement.

He was born April 14, 1973, in Hawaii and reared
in Albuquerque, N.M. His father was an FBI agent.

During his time as a wrestler at the academy,
Major Zembiec became known for his determination in the wrestling ring
and his fondness for pranks.

During his career, he commanded a rifle platoon,
force reconnaissance platoon and a rifle company. Besides the Bronze Star,
he was awarded a Purple Heart, a Navy Commendation with Gold Star, a Navy
Achievement medal and other honors.

The honor guard at Major Zembiec's funeral
consisted of the men he led, Captain Ripley said.

The major is the second local serviceman to
die in Iraq this year. Seven local servicemen died in Iraq or Afghanistan
last year. Nearly 3,400 U.S. soldiers have been killed in Iraq since 2003.

Maj. Zembiec is survived by his wife; his daughter,
Fallyn Justice Zembiec; his parents, Don and Jo Ann Zembiec of Albuquerque;
and a brother, John Zembiec, also of Albuquerque.

Burial at Arlington National Cemetery was planned
to follow the funeral.

The family has asked that memorial contributions
be sent to the Maj. Douglas A. Zembiec Scholarship, MC-LEF c/o William
Venezia, MC-LEF Office, 10 Rockefeller Plaza, Suite 1007, New York, NY
10020.

May 17, 2007:

Funeral services were held today for Major
Douglas Zembiec, a highly decorated Marine Corps officer, at Arlington
National Cemetery near Washington, D.C.

Zembiec was killed while leading a raid on
insurgents in Baghdad, officials reported Friday. Details of his death
were not available. He was profiled in the Los Angeles Times magazine in
2004.

In an age when many prefer military personnel
to be diffident and reluctant to engage in violence, Zembiec was proudly
a throwback.

"One of the most noble things you can do is
kill the enemy," he once said.

Zembiec, 34, received a Bronze Star with a
V for valor for leading an infantry company in repeated assaults against
insurgents in the Sunni Triangle city of Fallouja in 2004.

Bloodied by shrapnel, Zembiec led his troops
in combat so close that the two sides were hurling grenades from 20 feet
apart. He later was part of low-profile missions in Afghanistan to thwart
the resurging Taliban.

Zembiec seemed to revel in the experience of
combat. In the magazine article, he was quoted as calling a firefight in
Fallouja "the greatest day of my life."

"I never felt so alive, so exhilarated, so
purposeful," he said the day after a battle in which two of his troops
were killed and 18 wounded. "There is nothing equal to combat and there
is no greater honor than to lead men into combat."

Zembiec was widely admired among Marines.

"We can dispute the politics of any war --
Iraq, Afghanistan or any others," said Bing West, author of two books about
combat Marines in Iraq, "but we cannot dispute our need for warriors. Doug
was our guardian."

Sergeant Major William Skiles, who fought beside
Zembiec at Fallouja, said he inspired great loyalty among his troops. "An
entire company of Marines would trade places with him right now," Skiles
said from Camp Pendleton. "They would put down their lives for him."

Zembiec was a star wrestler at the U.S. Naval
Academy, where he graduated in 1995. While attending the academy, he decided
the Marine Corps offered more challenge than the Navy. "I wanted to be
a defender, defending my country," he said.

After Fallouja, Zembiec was promoted to major
and given a desk job at the Pentagon. Restive, he volunteered to fight
in Afghanistan. More recently, he returned to Iraq.

During the eulogy, his best friend Eric Kapitulik
read from notebooks that Zembiec had kept:

"Be a man of principle. Fight for what you
believe in. Keep your word. Live with integrity. Be brave. Believe in something
bigger than yourself. Serve your country. Teach. Mentor. Give something
back to society. Lead from the front. Conquer your fears," Kapitulik read.

"Be a good friend. Be humble but be self-confident.
Appreciate your friends and family. Be a leader and not a follower. Be
valorous on the field of battle and take responsibility for your actions,"
Kapitulik continued.

"That is the most fitting description of Doug
I have ever heard or read. And it should be. He knew its author the longest,"
said Kapitulik.

At the end of this notebook entry Zembiec had
written, "Principles my father taught me."

He is survived by his wife, Pamela, and their
1-year-old daughter, Fallyn.

Salute to a Memorable MarineBy Dan MorseCourtesy of the Washington PostThursday, May 17, 2007

The turnout seemed entirely fitting for a Marine
who was described -- with little apparent hyperbole -- as the toughest
guy in the house. More than 1,000 mourners, from generals to civilians,
packed the Naval Academy Chapel in Annapolis yesterday to honor Major Douglas
A. Zembiec, who was killed last week outside Baghdad.

Five hours later, after the sound of taps had
faded over his coffin at Arlington National Cemetery, came what Zembiec,
34, might have considered the finest tribute of all.

Marine
pallbearers carry the coffin of Major Douglas A. Zembiec at Arlington National
Cemetery. The
much-admired career officer was killed last week in combat outside Baghdad.

About 40 enlisted men gathered under a tree,
telling stories about their former commander. Some had flown in from as
far away as California, prompting one officer to observe: Your men have
to follow your orders; they don't have to go to your funeral.

The men knew firsthand how Zembiec, who lived
outside Annapolis, had come to be known as the Lion of Fallujah.

The story is one of their favorites. It was
2004, in the Jolan district of Fallujah, and Zembiec was a captain. They
were on a rooftop, taking fire from AK-47s and rocket-propelled grenades.
They tried to radio an Abrams tank below to open fire in the direction
of the enemy. No good.

Zembiec raced down the stairs and out to the
street and climbed onto the tank. Gunnery Sergeant Pedro Marrufo, 29, who
watched from the rooftop, remembers Zembiec getting a Marine inside the
tank to open the hatch. Insurgents shot at Zembiec as he instructed the
men in the tank where to fire.

Corporal Chad Borgmann, 28, who went to Zembiec's
funeral from Camp Pendleton, California, said yesterday that boarding tanks
during firefights and similar actions is typically the work of enlisted
men. If a Lance Corporal falls, there are 40 to take his place. But there
are fewer Captains, Borgmann said, and fewer still who always seemed to
be out in front.

"He let us know it was his privilege to lead
us," Borgmann said, walking back to a car through the graves of Arlington
before heading out to meet up with his Marine buddies at the Clarendon
Grill.

Zembiec, born in Hawaii, the son of an FBI
agent, was a two-time all-American wrestler at the Naval Academy before
graduating in 1995. His most recent U.S. posting was in Arlington.

For years, Zembiec had drawn the attention
of Marines and journalists alike. He served in Kosovo and was on his fourth
tour in Iraq, said Colonel John Ripley, a retired Marine and close friend.
His numerous military honors included a Bronze Star and two Purple Hearts.

Through it all, he remained an unabashed warrior.
"A terrific day. We just whacked two [insurgents] running down an alley
with AK-47s," he told a Los Angeles Times reporter in 2004. Of the 168-member
unit he commanded, about one-third suffered casualties.

"From Day One, I've told [my troops] that killing
is not wrong if it's for a purpose, if it's to keep your nation free or
protect your buddy," he told the Times. "One of the most noble things you
can do is kill the enemy."

Mourners heard a sampling of Zembiec's sentiments
yesterday. "Never forget those that were killed," he once wrote. "And never
let rest those that killed them."

As many as 15 generals filed into the pews
of the historic chapel, with its cavernous ceiling and towering windows
exposing blue skies. Other men, in suits, with the bearing of retired military
officers, stood straight with clutched fists at their sides while quietly
singing the Marines' Hymn. Many others appeared to be Zembiec's peers,
30-something couples, men with the close-cropped hair of Marines, and some
of the women pregnant.

Mourners heard about Zembiec's family life.
His wife of two years, Pamela, and their 1-year-old daughter, Fallyn, sat
up front.

"Become the greatest husband and father ever,"
Zembiec had written in a note to himself.

The Marine had compiled such axioms and exhortations
in notebooks, excerpts of which were read aloud by a close friend, Eric
L. Kapitulik, who also recounted this story:

While Zembiec was stationed at Camp Pendleton
after the Fallujah campaign, his parents visited. Zembiec and his father,
Don, drove onto the base to shoot skeet and were stopped at the gate by
a young Marine. Are you Captain Zembiec's father? the Marine asked. Yes,
his father said.

"I was with your son in Fallujah," the Marine
said. "He was my company commander. If we had to go back in there, I would
follow him with a spoon."

Kapitulik read heavily from Zembiec's notebooks.
One of the quotes was particularly long, amounting to what Kapitulik said
was a summary of Zembiec himself.

"Be a man of principle. Fight for what you
believe in. Keep your word. Live with integrity. Be brave. Believe in something
bigger than yourself. Serve your country.

"Teach. Mentor. Give something back to society.
Lead from the front. Conquer your fears. Be a good friend. Be humble and
be self-confident.

"Appreciate your friends and family. Be a leader
and not a follower. Be valorous on the field of battle. And take responsibility
for your actions."

Kapitulik said the creed came from the man
who knew Zembiec the longest, as indicated by the major's written description:
"Principles my father taught me."

May 19, 2007By Gunnery Sergeant Mark Oliva, MCB Camp Pendleton

Marine
and Navy officers carry Major Douglas A. Zembiec from the U.S. Naval Academy
Chapel in Annapolis, Maryland, following a service in his honor. Zembiec,
former commander of E Company, 2nd Battalion, 1st Marine Regiment was brought
home to rest at Arlington National Cemetery May 16 by the Marine who served
by his side. Zembiec once said his Marines 'fought like lions' during combat
in Fallujah. The Lion of Fallujah is now at rest.

A
Navy and Marine honor detail, led by Sergeant Major William Skiles, carries
Major Douglas A. Zembiec into the U.S. Naval Academy Chapel in Annapolis,
Md.. Zembiec, a Naval Academy graduate, was honored one final time before
being laid to rest May 16. Zembiec, former commander of E Company, 2nd
Battaion, 1st Marine Regiment, once said his Marines 'fought like lions'
during combat in Fallujah. He was killed in action May 10.

Flowers
to honor Major Douglas A. Zembeic were placed by his grave at Arlington
National Cemetery May 16. Zembeic, killed in action May 10, was brought
home by the Marines who served with and alongside him in combat, including
more than 30 Marines from E Company, 2nd Battalion, 1st Marine Regiment.
Zembiec commanded the company in combat in Fallujah. There, during the
battle, he told reporters his Marines 'fought like lions.'

Navy
chaplain Lieutenant Commander Scott Radetski leads Marines to the final
resting place for Major Douglas A. Zembiec, former commander of E Company,
2nd Battalion, 1st Marine Regiment. Zembiec was laid to rest by the Marines
with whom he served May 16 at Arlington National Cemetery. Zembiec considered
serving with his Marines in combat one of the greatest honors of his life.

Marines
from Marine Barracks 8th & I march through Arlington National Cemetery
to offer final honors for Major Douglas A. Zembiec, who was killed in action
May 10. Zembiec, former commander of E Company, 2nd Battalion, 1st Marine
Regiment, was brought home to his final resting place by the Marines with
whom he served May 16.

Navy
chaplain Lieutenant Commander Scott Radetski pulls stones from his pocket
he and Major Douglas A. Zembeic collected during their tours together.
Radetski led a brief graveside service for the former commander of E Company,
2nd Battalion, 1st Marine Regiment May 16. Zembiec was brought home to
rest by the Marines with whom he served after being killed in action May
10. He told reporters during combat in Fallujah his Marines 'fought like
lions.'

A
folded national ensign is held carefully prior to the burial of Major Douglas
A. Zembiec, former commander of E Company, 2nd Battalion, 1st Marine Regiment.
Zembiec was killed in action May 10. He once told reporters during combat
in Fallujah his Marines 'fought like lions.' Zembiec was laid to rest by
the Marine with whom he served May 16.

Marines
carefully fold the flag that draped over the casket of Major Douglas A.
Zembiec, former commander of E Company, 2nd Battalion, 1st Marine Regiment.
More than a thousand came to honor Zembiec, including at least 30 Marines
who served alongside in combat. Zembiec was killed in action May 10 and
laid to rest May 16 at Arlington National Cemetery.

Marines
hold tight the flag that draped over the casket of Major Douglas A. Zembiec,
former commander of E Company, 2nd Battalion, 1st Marine Regiment. More
than a thousand came to honor Zembiec, including at least 30 Marines who
served alongside in combat. Zembiec was killed in action May 10 and laid
to rest May 16 at Arlington National Cemetery.

Captain
Doug Zembiec, the commanding officer of Company E, 2nd Battalion, 1st Marine
Regiment, 1st Marine Division, gives orders to his men over a radio prior
to leaving their secured compound for a short patrol in Fallujah, Iraq
April 8, 2004. The company entered Fallujah April 6 to begin the effort
of destroying enemy held up in the city.

U.S. NAVAL ACADEMY, ANNAPOLIS, Md. (May 19,
2007) -- The Lion of Fallujah is at rest.

Major Douglas A. Zembiec, who once told reporters
in the din of battle his Marines “fought like lions,” was laid to rest
at Arlington National Cemetery May 16, 2007. A crowd of more than a thousand
gathered at the U.S. Naval Academy’s chapel to honor the fallen warrior.

Zembiec was killed in action May 10, 2007.
He was 34 years old.

In attendance were more than 30 of Zembiec’s
Marines from his tour as E Company’s commander, 2nd Battalion, 1st Marine
Regiment. The pallbearers were led by Sertgeant Major William Skiles, Zembiec’s
former First Sergeant. Zembiec’s Marines wore dress uniforms adorned by
medals marking their combat tours. They came from across the nation, from
Marine bases on both coasts to bury their leader.

“There is no one better to go to war with,”
Skiles once said of Zembiec.

They came to honor a man who roared life, who
led them into combat in Fallujah and who climbed upon a tank to gain a
greater perspective of the battlefield, all the while defying rocket-propelled
grenades and small-arms fire smashing around him. They honored a man who
considered it his greatest honor to fight in combat with his Marines.

Zembeic told Los Angeles Time reporter Tony
Perry that battling insurgents was “the greatest day of my life. I never
felt so alive, so exhilarated, so purposeful. There is nothing equal to
combat, and there is no greater honor than to lead men into combat. Once
you’ve dealt with life and death like that, it gives you a whole new perspective.”

At times during the battle, Zembiec’s Marines
tossed grenades within 20 feet of insurgents.

“My Marines have fought like lions and will
continue to do so,” he said following the battle. “Ten million insurgents
won’t even begin to fill the boots of one of my men.”

A Navy-Marine honor detail carried Zembiec
to hallowed and venerated halls of the maritime chapel here. It was the
same chapel where he attended Catholic mass as a midshipman and the same
chapel he took his bride, Pamela.

This time, the proud warrior was carried in.
Marine and Navy officers gripped the rails of his flag-draped casket, silently
gliding down the narrow carpeted aisle. Zembiec was placed at the front
of the chapel where prayers and blessings were offered.

Navy Chaplain Lieutenant Commander Scott Radetski
led the service, telling the gathering Zembiec was a “genuine patriot”
and a “genuine hero.”

“You can shed a tear because he is gone or
smile because he lived,” Radetski said.

Eric. L Kapitulik, Zembiec’s best friend of
17 years, offered a eulogy. He said Zembiec kept a series of journals,
often scribbling notes on leadership, pearls of wisdom he collected by
those he respected.

One entry, Kapitulik said, came from Colonel
George Bristol. It read, “Never forget those who were killed. Never let
rest those who killed them.”

Kapitulik read another. “Be a man of principal.
Fight for what you believe in. Keep your word. Live with integrity. Be
brave. Believe in something bigger than yourself. Serve your country.

“Teach. Mentor. Give something back to society,”
Zembiec’s message in his journal continued. “Lead from the front. Conquer
your fears. Be a good friend. Be humble and self-confident. Appreciate
your friends and family. Be a leader and not a follower. Be valorous on
the field of battle and take responsibility for your actions.”

The vows of Zembiec’s life, written by his
hand, according to Kapitulik, were titled, “Principles my father taught
me.”

Zembiec’s lions honored him in fitting memory.
They carried him from the chapel to an awaiting hearse. A miles-long procession
of cars snaked their way to Arlington National Cemetery. There, among countless
rows of white headstones lined on manicured green lawns, a place was prepared.

This is where the lion will rest for eternity.
He would take his place in the long line of patriots who consecrated the
grounds. It was a place of peace and honor for a warrior who dedicated
his life to his nation’s battles.

Radetski led a brief graveside service. The
sharp crack of three rifle volleys pierced the warm spring air. Solemn
strains of “Taps” followed while Marines held salutes in white-gloved hands.

The following moments were hushed. Marines
folded the flag that covered his casket. They gracefully, purposefully
and meticulously folded the flag into a triangle.

It was offered to Pamela. With that, Zembiec
was given to his nation one final time.

Zembiec, the Lion of Fallujah’s lions, was
brought home by his Marines. They carried him home. He was buried in the
soil of the nation he loved.

Now, among rows of white stones on green fields,
the Lion is at rest.

Marine
Corps honor guard carries the remains of Major Douglas A. Zembiec during
funeral services at
Arlington National Cemetery Wednesday, May 16, 2007

An
unidentified boy stands near the casket of Marine Corps Major Douglas A.
Zembiec during funeral services
at Arlington National Cemetery Wednesday, May 16, 2007

Pamela
Zembiec clutches the flag that covered the casket of her husband, Marine
Corps Major
Douglas A. Zembiec during funeral services at Arlington National Cemetery
Wednesday, May 16, 2007